Item 8.01 Other Events.
On May 5, 2020, Boston Properties, Inc.'s operating partnership, Boston
Properties Limited Partnership (the "Company"), completed the issuance and sale
of $1.25 billion aggregate principal amount of the Company's 3.250% Senior Notes
due 2031 (the "Notes") pursuant to an underwriting agreement dated May 1, 2020
(the "Underwriting Agreement"), by and among the Company and BofA Securities,
Inc., Deutsche Bank Securities Inc., J.P. Morgan Securities LLC and Morgan
Stanley & Co. LLC, as managers of the several underwriters named in Schedule II
thereto (the "Underwriters"), whereby the Company agreed to sell and the
Underwriters agreed to purchase from the Company, subject to and upon the terms
and conditions set forth in the Underwriting Agreement, the Notes.
The net proceeds to the Company from the sale of the Notes, after deducting
underwriting discounts and estimated transaction expenses, are estimated to be
approximately $1.24 billion. The Company intends to use the net proceeds from
the offering for the repayment of borrowings outstanding under the Company's
unsecured revolving line of credit and general business purposes. Pending such
uses, the Company may invest the net proceeds in short-term, interest-bearing
deposit accounts.
The Notes were issued under the indenture, dated as of December 13, 2002,
between the Company and The Bank of New York Mellon Trust Company, N.A. (as
successor to The Bank of New York Mellon, formerly known as The Bank of New
York), as supplemented by Supplemental Indenture No. 21 ("Supplemental Indenture
No. 21") dated as of May 5, 2020.
The offer and sale of the Notes were registered with the Securities and Exchange
Commission (the "Commission") pursuant to a registration statement on Form S-3
(File No. 333-218460-01) (the "Registration Statement") under the Securities Act
of 1933, as amended (the "Securities Act"). The material terms of the Notes are
described in a prospectus supplement filed by the Company with the Commission on
May 4, 2020 pursuant to Rule 424(b)(5) under the Securities Act.
Copies of the Underwriting Agreement, Supplemental Indenture No. 21 and the form
of the Notes are attached hereto as Exhibit 1.1, Exhibit 4.1 and Exhibit 4.2,
respectively, and are incorporated herein by reference. The foregoing summaries
do not purport to be complete and are qualified in their entirety by reference
to the Underwriting Agreement, Supplemental Indenture No. 21 and the form of the
Notes.
Additionally, in connection with the filing of the Underwriting Agreement, the
Company is filing the opinion and consent of its counsel, Goodwin Procter LLP,
regarding the legality of the securities being registered as Exhibits 5.1 and
23.1 hereto, respectively, which are incorporated by reference into the
Registration Statement.
Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

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Exhibit No.   Description
*1.1            Underwriting Agreement, dated May 1, 2020, by and among Boston
              Properties Limited Partnership and BofA Securities, Inc., Deutsche
              Bank Securities Inc., J.P. Morgan Securities LLC and Morgan Stanley
              & Co. LLC, as managers of the several underwriters named in Schedule
              II thereto.
*4.1            Supplemental Indenture No. 21, dated as of May 5, 2020, between
              Boston Properties Limited Partnership and The Bank of New York
              Mellon Trust Company, N.A., as Trustee.
*4.2            Form of 3.250% Senior Notes due 2031 (attached as Exhibit A to
              Supplemental Indenture No. 21 filed as Exhibit 4.1 hereto).
*5.1            Opinion of Goodwin Procter LLP as to the legality of the
              securities being registered.
*23.1           Consent of Goodwin Procter LLP (contained in its opinion filed as
              Exhibit 5.1 and incorporated herein by reference).
*101.SCH      Inline XBRL Taxonomy Extension Schema Document.
*101.CAL      Inline XBRL Taxonomy Extension Calculation Linkbase Document.
*101.LAB      Inline XBRL Taxonomy Extension Label Linkbase Document.
*101.PRE      Inline XBRL Taxonomy Extension Presentation Linkbase Document.
*101.DEF      Inline XBRL Taxonomy Extension Definition Linkbase Document.
*104          Cover Page Interactive Data File (formatted as Inline XBRL with
              applicable taxonomy extension information contained in Exhibits
              101.*).


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* Filed herewith.

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